الإحصائيات الأساسية
| CIK | 1840463 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to RXR Acquisition Corp - Units (1 Ord Share Class A & 1/5 War)
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| February 14, 2023 |
RXRA / RXR Acquisition Corp. Class A / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm233066d4sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* RXR ACQUISITION CORP. (Name of Issuer) Class A common stock, par value $0.0001 per share (the “Sha |
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| January 10, 2023 |
RXRA / RXR Acquisition Corp. Class A / GUGGENHEIM CAPITAL LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* RXR Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 74981W107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi |
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| December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40148 RXR ACQUISITION CORP. (Exact name of registrant as specified in it |
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| December 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 15, 2022 RXR ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40148 86-1258996 (State or other jurisdiction of incorporation) (Commission |
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| December 19, 2022 |
Exhibit 3.2 AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RXR ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law RXR ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the ?Corporation?), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is ?RXR Acquisition Corp.? 2. The Cor |
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| December 19, 2022 |
Exhibit 99.1 December 19, 2022 RXR Acquisition Corp. Announces it Will Redeem its Public Shares and Will Not Consummate an Initial Business Combination UNIONDALE, NY-(GLOBE NEWSWIRE)? RXR Acquisition Corp. (NASDAQ: RXRA) (the ?Company?) announced today that, because the Company will not consummate an initial business combination within the time period required by its Amended and Restated Certifica |
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| December 19, 2022 |
AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 3.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this ?Amendment Agreement?), dated as of December 16, 2022, is made by and between RXR Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the parties hereto are parties to |
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| November 23, 2022 |
DEF 14A 1 d414812ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| November 10, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| November 9, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RXR ACQUISITION CORP. (Exact nam |
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| November 9, 2022 |
Promissory Note, dated as of May 10, 2022 by and between the Company and the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AN |
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| August 12, 2022 |
Promissory Note, dated as of May 10, 2022 by and between the Company and the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AN |
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| August 12, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RXR ACQUISITION CORP. (Exact name of |
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| May 13, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RXR ACQUISITION CORP. (Exact name of |
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| May 13, 2022 |
Promissory Note, dated as of May 10, 2022 by and between the Company and the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AN |
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| March 21, 2022 |
Description of Securities Registered under Section 12 of the Exchange Act. Exhibit 4.1 DESCRIPTION OF SECURITIES The following is a summary of the material terms of our securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), as of December 31, 2021, and provisions of our amended and restated certificate of incorporation and bylaws. The summary is subject to and qualified in its entirely by reference to the amended a |
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| March 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-401 |
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| February 18, 2022 |
RXRA / RXR Acquisition Corp. Class A / RXR Realty LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RXR Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 74981W107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| February 14, 2022 |
SC 13G/A 1 tm223994d43sc13ga.htm RXR ACQUISITION CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* RXR Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per s |
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| February 14, 2022 |
RXRA / RXR Acquisition Corp. Class A / GUGGENHEIM CAPITAL LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* RXR Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 74981W107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 7, 2022 |
RXRA / RXR Acquisition Corp. Class A / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment SC 13G/A 1 RXRASC13GA1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) RXR ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 74981W107 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the |
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| November 12, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RXR ACQUISITION CORP. (Exact nam |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RXR ACQUISITION CORP. (Exact name of |
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| June 3, 2021 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of RXR Acquisition Corp., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each of |
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| June 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. )* RXR Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 74981W107 (CUSIP Number) May 24, 2021 Date of Event Which Requires Filing of the Statement Check the appropriate box t |
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| May 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RXR ACQUISITION CORP. (Exact name of |
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| May 18, 2021 |
NT 10-Q 1 d184124dnt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-40148 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form |
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| April 21, 2021 |
Exhibit 99.1 RXR Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing April 26, 2021 Uniondale, NY, April 21, 2021 ? RXR Acquisition Corp. (the ?Company?) today announced that commencing April 26, 2021, holders of the units sold in the Company?s initial public offering of 34,500,000 units may elect to separately trade the shares of Class A common st |
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| April 21, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 21, 2021 RXR Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40148 86-1258996 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 19, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 16, 2021 RXR Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40148 86-1258996 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 19, 2021 |
Exhibit 99.2 RXR Acquisition Corp. Unaudited Pro Forma Balance Sheet F-3 Notes to Unaudited Pro Forma Balance Sheet F-4 The following unaudited Pro Forma Balance Sheet presents the Balance Sheet of RXR Acquisition Corp. (the ?Company?) as of March 8, 2021, adjusted for the closing of the underwriters? over-allotment option and related transactions which occurred on March 16, 2021. The following un |
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| March 19, 2021 |
Exhibit 99.1 RXR Acquisition Corp. Announces Closing of Over-Allotment Option in Connection with its Initial Public Offering Uniondale, NY, March 16, 2021 (GLOBE NEWSWIRE) - RXR Acquisition Corp. (the ?Company?) today announced the closing of the issuance of an additional 4,500,000 units pursuant to the full exercise of the underwriters' over-allotment option in connection with the Company's initi |
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| March 12, 2021 |
Financial Statements and Exhibits, Other Events 8-K 1 ea137564-8krxracquisition.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2021 RXR Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40148 86-1258996 (State or o |
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| March 12, 2021 |
Exhibit 99.1 RXR ACQUISITION CORP. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 8, 2021 F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm Board of Directors and Shareholders RXR Acquisition Corp. Opinion on the financial statement We have audited the accompanying balance sheet of RXR Acquisition Corp., a Delaware c |
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| March 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RXR ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 74981W206** (CUSIP Number) MARCH 4, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant |
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| March 9, 2021 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events 8-K/A 1 ea137248-8karxracqcorp.htm AMENDMENT TO CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2021 RXR Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40148 86-12589 |
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| March 8, 2021 |
RXR Acquisition Corp. Announces Closing of Upsized $300 Million Initial Public Offering Exhibit 99.2 RXR Acquisition Corp. Announces Closing of Upsized $300 Million Initial Public Offering Uniondale, NY, March 8, 2021 ? RXR Acquisition Corp. (the ?Company?) today announced the closing of its initial public offering (?IPO?) in which it raised gross proceeds of $300 million. The Company sold 30 million units at $10.00 per unit in the IPO. The Company?s units began trading on The Nasdaq |
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| March 8, 2021 |
Exhibit 1.1 RXR Acquisition Corp. 30,000,000 Units Underwriting Agreement March 3, 2021 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 BofA Securities, Inc. One Bryant Park New York, NY 10036 As Representatives of the several Underwriters named in Schedule I hereto, Ladies and Gentlemen: RXR Acquisition Corp., a Delaware corporation (the ?Company?), proposes, subject to the |
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| March 8, 2021 |
Exhibit 10.5 RXR Acquisition Corp. 625 RXR Plaza Uniondale, New York 11556 March 3, 2021 RXR Acquisition Sponsor LLC 625 RXR Plaza Uniondale, New York 11556 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this ?Agreement?) by and among RXR Acquisition Corp. (the ?Company?) and RXR Acquisition Sponsor LLC (the ?Sponsor?), dated as of the date hereof, will confirm |
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| March 8, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of March 3, 2021, is made and entered into by and among RXR Acquisition Corp., a Delaware corporation (the ?Company?), RXR Acquisition Sponsor LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed on the signature page hereto under ?Holders? (each such p |
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| March 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 3, 2021 RXR Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40148 86-1258996 (State or other jurisdiction of incorporation) (Commission Fil |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Michael Maturo. Exhibit 10.6 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?), and Michael Maturo (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided wit |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Scott Rechler. Exhibit 10.7 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?), and Scott Rechler (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with |
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| March 8, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of March 3, 2021 by and between RXR Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statements on Form S-1, File No. 333-253024 and |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Martin Luther King III. Exhibit 10.12 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?) Martin Luther King III (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided |
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| March 8, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of March 3, 2021, is by and between RXR Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the ?Warrant Agent?, and also referred to herein as the ?Transfer Agent?). WHEREAS, the Compa |
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| March 8, 2021 |
Exhibit 10.1 March 3, 2021 RXR Acquisition Corp. 625 RXR Plaza Uniondale, New York 11556 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among RXR Acquisition Corp., a Delaware corporation (the ?Company?), and Goldman Sachs & Co. LLC and |
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| March 8, 2021 |
Amended and Restated Certificate of Incorporation. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RXR ACQUISITION CORP. March 3, 2021 RXR Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?RXR Acquisition Corp.? The original certificate of incorporation was filed with the Secretary of State of the S |
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| March 8, 2021 |
RXR Acquisition Corp. Announces Pricing of Upsized $300 Million Initial Public Offering EX-99.1 18 ea137093ex99-1rxracq.htm PRESS RELEASE, DATED MARCH 3, 2021 Exhibit 99.1 RXR Acquisition Corp. Announces Pricing of Upsized $300 Million Initial Public Offering Uniondale, NY, March 04, 2021 (GLOBE NEWSWIRE) - RXR Acquisition Corp. (the “Company”) announced today the pricing of its upsized initial public offering of 30,000,000 units at $10.00 per unit. The units will be listed on the Na |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Matthew Boras. EX-10.9 13 ea137093ex10-9rxracq.htm INDEMNITY AGREEMENT, DATED MARCH 3, 2021, BY AND BETWEEN THE COMPANY AND MATTHEW BORAS Exhibit 10.9 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this “Agreement”) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the “Company”), and Matthew Boras (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become mor |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Jason Barnett. Exhibit 10.8 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?), and Jason Barnett (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Magalie Laguerre-Wilkinson. Exhibit 10.10 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?), and Magalie Laguerre-Wilkinson (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Richard Florida. Exhibit 10.11 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?), and Richard Florida (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided w |
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| March 8, 2021 |
Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of March 3, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and between RXR Acquisition Corp., a Delaware corporation (the ?Company?), and RXR Acquisition Sponsor LLC, a Delaware limited liability co |
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| March 8, 2021 |
Indemnity Agreement, dated March 3, 2021, by and between the Company and Richard Saltzman. Exhibit 10.13 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 3, 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the ?Company?), and Richard Saltzman (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided |
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| March 5, 2021 |
$300,000,000 RXR Acquisition Corp. 30,000,000 Units PROSPECTUS Filed(3) Pursuant to Rule 424(b)(4) Registration Nos. 333-253024 and 333-253855 $300,000,000 RXR Acquisition Corp. 30,000,000 Units RXR Acquisition Corp. is a blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to as our init |
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| March 3, 2021 |
S-1MEF 1 ea136988-s1mefrxracq.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on March 3, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RXR ACQUISITION CORP. (Exact name of registrant as specified in this charter) Delaware 6770 86-1258996 (State or o |
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| March 2, 2021 |
- FOR REGISTRATION OF CERTAIN CLASSES 8-A12B 1 ea136768-8a12brxracq.htm FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 RXR Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 86-1258996 (State of incorporation or o |
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| February 26, 2021 |
As filed with the United States Securities and Exchange Commission on February 26, 2021. |
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| February 19, 2021 |
Exhibit 99.7 RXR ACQUISITION CORP. AUDIT COMMITTEE CHARTER 1. STATUS The Audit Committee (the ?Committee?) is a committee of the Board of Directors (the ?Board?) of RXR Acquisition Corp. (the ?Company?). 2. PURPOSE The Committee is appointed by the Board for the primary purposes of: ? Performing the Board?s oversight responsibilities as they relate to the Company?s accounting policies and internal |
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| February 19, 2021 |
EX-4.1 4 ea135950ex4-1rxracquicorp.htm SPECIMEN UNIT CERTIFICATE Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP RXR ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-FIFTH OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) |
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| February 19, 2021 |
Specimen Class A Common Stock Certificate.* EX-4.2 5 ea135950ex4-2rxracquicorp.htm SPECIMEN CLASS A COMMON STOCK CERTIFICATE Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [] RXR ACQUISITION CORP. CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of fully paid and non-assessable shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), of RXR Acquisition Corp., a Delaware corporation (the |
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| February 19, 2021 |
Form of Amended and Restated Certificate of Incorporation.* Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RXR ACQUISITION CORP. [], 2021 RXR Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?RXR Acquisition Corp.? The original certificate of incorporation was filed with the Secretary of State of the State |
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| February 19, 2021 |
Compensation Committee Charter* EX-99.8 16 ea135950ex99-8rxracquicorp.htm COMPENSATION COMMITTEE CHARTER Exhibit 99.8 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF RXR ACQUISITION CORP. I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of RXR Acquisition Corp. (the “Company”) shall be to oversee the Company’s compensation and empl |
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| February 19, 2021 |
EX-10.8 12 ea135950ex10-8rxracquicorp.htm FORM OF INDEMNITY AGREEMENT Exhibit 10.8 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between RXR Acquisition Corp., a Delaware corporation, (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or |
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| February 19, 2021 |
EX-10.6 11 ea135950ex10-6rxracquicorp.htm FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, AMONG THE REGISTRANT AND RXR ACQUISITION SPONSOR LLC Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into |
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| February 19, 2021 |
EX-10.3 9 ea135950ex10-3rxracquicorp.htm FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE REGISTRANT Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2021 by and between RXR Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock |
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| February 19, 2021 |
As filed with the United States Securities and Exchange Commission on February 19, 2021 under the Securities Act of 1933, as amended. |
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| February 19, 2021 |
Form of Letter Agreement among the Registrant and its officers and directors.* EX-10.2 8 ea135950ex10-2rxracquicorp.htm FORM OF LETTER AGREEMENT AMONG THE REGISTRANT AND ITS OFFICERS AND DIRECTORS Exhibit 10.2 , 2021 RXR Acquisition Corp. 625 RXR Plaza Uniondale, New York 11556 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered i |
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| February 19, 2021 |
Specimen Warrant Certificate.* Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW RXR ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered holder o |
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| February 19, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.* Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of , 2021, is by and between RXR Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the ?Warrant Agent?, and also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is e |
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| February 19, 2021 |
Exhibit 14 CODE OF ETHICS OF RXR ACQUISITION CORP. 1. Introduction The Board of Directors (the ?Board?) of RXR Acquisition Corp., a Delaware corporation, has adopted this code of ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the directors, officers and employees (to the extent that employees are hired in the future) (each a ?person? as used herei |
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| February 19, 2021 |
Form of Registration Rights Agreement among the Registrant and certain security holders.* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2021, is made and entered into by and among RXR Acquisition Corp., a Delaware corporation (the “Company”), RXR Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, t |
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| February 19, 2021 |
Form of Administrative Services Agreement, among the Registration and RXR Acquisition Sponsor LLC.* EX-10.9 13 ea135950ex10-9rxracquicorp.htm FORM OF ADMINISTRATIVE SERVICES AGREEMENT, AMONG THE REGISTRATION AND RXR ACQUISITION SPONSOR LLC Exhibit 10.9 RXR Acquisition Corp. 625 RXR Plaza Uniondale, New York 11556 [], 2021 RXR Acquisition Sponsor LLC 625 RXR Plaza Uniondale, New York 11556 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and |
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| February 19, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 RXR Acquisition Corp. 25,000,000 Units Underwriting Agreement [?], 2021 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 BofA Securities, Inc. One Bryant Park New York, NY 10036 As Representatives of the several Underwriters named in Schedule I hereto, Ladies and Gentlemen: RXR Acquisition Corp., a Delaware corporation (the ?Company?), proposes, subject to the term |
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| February 12, 2021 |
Exhibit 99.1 CONSENT OF SCOTT RECHLER RXR Acquisition Corp. (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in |
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| February 12, 2021 |
EX-10.5 6 fs12021ex10-5rxracqu.htm SECURITIES SUBSCRIPTION AGREEMENT, DATED JANUARY 8, 2021, BETWEEN THE REGISTRANT AND RXR ACQUISITION SPONSOR LLC Exhibit 10.5 RXR Acquisition Corp. 625 RXR Plaza Uniondale, NY 11556 January 8, 2021 RXR Acquisition Sponsor LLC 625 RXR Plaza Uniondale, NY 11556 RE: Securities Subscription Agreement Ladies and Gentlemen: RXR Acquisition Corp., a Delaware corporation |
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| February 12, 2021 |
Consent of Martin Luther King III.** Exhibit 99.6 CONSENT OF MARTIN LUTHER KING III RXR Acquisition Corp. (the ?Company?) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being |
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| February 12, 2021 |
Certificate of Incorporation.** EX-3.1 2 fs12021ex3-1rxracqu.htm CERTIFICATE OF INCORPORATION Exhibit 3.1 CERTIFICATE OF INCORPORATION OF RXR ACQUISITIONS CORP. January 5, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corpo |
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| February 12, 2021 |
Exhibit 99.3 CONSENT OF RICHARD FLORIDA RXR Acquisition Corp. (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named |
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| February 12, 2021 |
As filed with the United States Securities and Exchange Commission on February 11, 2021. |
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| February 12, 2021 |
EX-3.3 3 fs12021ex3-3rxracqu.htm BYLAWS Exhibit 3.3 BYLAWS OF RXR ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corpo |
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| February 12, 2021 |
Exhibit 99.2 CONSENT OF MICHAEL MATURO RXR Acquisition Corp. (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named i |
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| February 12, 2021 |
Consent of Magalie Laguerre-Wilkinson.** Exhibit 99.4 CONSENT OF MAGALIE LAGUERRE-WILKINSON RXR Acquisition Corp. (the ?Company?) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to b |
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| February 12, 2021 |
Promissory Note, dated January 8, 2021, issued to RXR Acquisition Sponsor LLC.** EX-10.1 5 fs12021ex10-1rxracqu.htm PROMISSORY NOTE, DATED JANUARY 8, 2021, ISSUED TO RXR ACQUISITION SPONSOR LLC Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF |
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| February 12, 2021 |
Consent of Richard Saltzman.** Exhibit 99.5 CONSENT OF RICHARD SALTZMAN RXR Acquisition Corp. (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named |
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| January 27, 2021 |
RXR Acquisition Corp. 625 RXR Plaza Uniondale, NY 11556 Exhibit 10.5 RXR Acquisition Corp. 625 RXR Plaza Uniondale, NY 11556 January 8, 2021 RXR Acquisition Sponsor LLC 625 RXR Plaza Uniondale, NY 11556 RE: Securities Subscription Agreement Ladies and Gentlemen: RXR Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer RXR Acquisition Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has |
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| January 27, 2021 |
DRS 1 filename1.htm This is a confidential draft submission to the United States Securities and Exchange Commission on January 27, 2021 under the Securities Act of 1933, as amended. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RXR ACQUISITION CORP. (Exact name of registrant as specified in this cha |
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| January 27, 2021 |
BYLAWS OF RXR ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Exhibit 3.3 BYLAWS OF RXR ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in Delaware. S |
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| January 27, 2021 |
CERTIFICATE OF INCORPORATION RXR ACQUISITIONS CORP. January 5, 2021 EX-3.1 2 filename2.htm Exhibit 3.1 CERTIFICATE OF INCORPORATION OF RXR ACQUISITIONS CORP. January 5, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is RXR Acquisitions Corp. (the “ |
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| January 27, 2021 |
Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COM |
